Proxy advisers urge Shoprite investors to reject CEO pay plan
Proxy advisers Institutional Shareholder Services (ISS) and Glass Lewis oppose a R36.4 million incentive for Shoprite CEO Pieter Engelbrecht. Several large investors say they will vote against it at the annual general meeting on 6 November.
ISS also recommends that shareholders reject the implementation report. It says a special modifier let a short-term incentive metric pay out in full, although performance was below threshold. ISS said Shoprite had not given a sufficiently compelling rationale for adding another substantial incentive.
Funds under the New York City Comptroller, KLP and other investors say they will vote against the pay proposals. Together the institutions oppose the plan while overseeing almost $2 trillion in assets. Shoprite's largest shareholder is the Public Investment Corporation.
Engelbrecht earned R117.8 million in the latest financial year, up 35%. The plan for CFO Anton de Bruyn is worth R14.2 million. Last year the implementation report won 95.61% support, but the 2024 report won 74.3%, below the 75% engagement trigger.
Board member Christo Wiese defended the award. He said: "This isn’t something that was just decided in two seconds". ISS says Wiese controls about 41% of the voting rights. Shoprite declined to comment beyond its remuneration report and AGM notice.
Key facts
- Who
- Pieter Engelbrecht (CEO of Shoprite); Anton de Bruyn (CFO of Shoprite); Christo Wiese (billionaire, Shoprite board member for 35 years and member of the remuneration…); Whitey Basson (former Shoprite CEO)
- What
- Shoprite is asking shareholders to approve a bespoke long-term incentive for CEO Pieter Engelbrecht, which ISS and Glass Lewis oppose and several large investors have said they will vote against. ISS also recommends rejecting the implementation report after a special modifier let a short-term incentive metric pay out in full despite performance below threshold. Shoprite declined to comment…
- When
- 3 November 2026
- Where
- South Africa
- Status
- Reported